


Tear You Apart

by farawayplaces



Category: Ratched (TV)
Genre: Eventual Smut, F/F, Lesbian Character, Lesbian Sex, Plot What Plot/Porn Without Plot, Porn with Feelings, Smut
Language: English
Status: Completed
Published: 2020-09-23
Updated: 2020-09-26
Packaged: 2021-03-08 03:53:31
Rating: Explicit
Warnings: No Archive Warnings Apply
Chapters: 2
Words: 8,163
Publisher: archiveofourown.org
Story URL: https://archiveofourown.org/works/26609317
Author URL: https://archiveofourown.org/users/farawayplaces/pseuds/farawayplaces
Summary: Gwendolyn confronts Mildred at their motel, but this time she doesn't back down.
Relationships: Mildred Ratched/Gwendolyn Briggs
Comments: 47
Kudos: 380





	1. Chapter 1

**Author's Note:**

> AHEM. 
> 
> I was maybe feeling kind of frustrated after this scene because we all know what we would've done in Ms. Briggs' place. So, I made her do it. I needed to put this out there. Sorry, universe. Here it is. My filthy smut out into the universe. Or well, what will be in chapter 2. 
> 
> Also I don't know what their hair colours are. Are they ginger? Brunette? Blonde? You take what you can get with me. 
> 
> All mistakes are my own.

Gwendolyn was pissed. And grossed out. And sad. She was tired of playing this stupid cat and mouse game with Mildred. But now she had it figured out – there was no game after all. It was just Mildred fucking with her feelings and doing whatever she wanted, leaving her in the dust.

She had never been so wrong about another person. And she had never felt so _stupid_ as she did after she took Mildred to the Sappho bar just to have the other woman freak out and find her own way home. She can only be grateful the nurse was discreet and hadn’t told anyone of her little secret.

But since then, she could swear up and down that she had caught Mildred staring at her. Not the regular people staring – she knows she has a killer ass, as Governor Wilburn loves to remind her, and is a generally attractive woman – but _staring_. The kind of staring you would only partake in only if you were interested in more personal relations with somebody.

So yes, Gwendolyn was pissed that she had to hear Mildred’s obviously fake moans as some gross man fucked her. She was even more pissed that she had to listen to their weirdly specific sex talk about “not soft hands” and manhoods, as if personally offending her. Her only respite was to sit and stare angrily at the other woman’s door, drinking and smoking as she gathered the courage to confront her.

Gwendolyn marched up as soon as the man left, looking at his retreating back with distaste. She looked at the bronze, slightly grimy number 10 of Mildred’s door and rapped her knuckles on the door 3 times, her eyes never leaving the back of the retreating man’s head. She had no idea who he was, but the hatred she felt for him was unreal and all too consuming.

Mildred opened the door instantly, her coat on and looking flawlessly made up.

“What are you doing,” Mildred said as she stepped out of the room and closed the door behind her, immediately thwarting Gwendolyn’s efforts to come inside.

“May I come in,” Gwendolyn pointed towards her room.

“No. You may not,” Mildred said sternly, “two women enter a room together and some may get the wrong idea,” Mildred said, her eyes hard and cold.

Gwendolyn had to hold back a scoff, “you wouldn’t want that, would you?”

“No, I wouldn’t,” Mildred shot back.

“Who’s that man”, Gwendolyn said without missing a beat.

Mildred paused, her eyes breaking contact and words failing momentarily. But this lack of confidence never lasted long with Mildred, as Gwendolyn quickly learned.

“My personal relationships are none of your business”.

Gwendolyn couldn’t help but let a short, sarcastic laugh escape, placing an arm on one side of the door frame, “oh, is that what it is?” She stepped closer to Mildred, knowing the lack of personal space will make her uncomfortable. “A relationship?”

To her credit, Mildred seemed unbothered. “Did you have a particular reason for knocking on my door?”

“Yes,” Gwendolyn answered, getting more irritated with the snappy attitude by the second.

“Well,” Mildred deadpanned, “what is it?”

Gwendolyn extended her other arm to the other side of the doorframe, now blocking the younger woman in the doorframe and leaned in a bit further. She looked for anything – a twitch of the eye, a raise of an eyebrow, a flair of the nostrils – And then she saw it. Mildred’s eyes flickered for just the briefest second down to her lips. She got her.

“Edmund Tolleson… Needs to be deemed fit to stand trial. If not, Governor Wilburn will defund the hospital. He isn’t someone who appreciates his requests being ignored.”

Mildred gave a small, polite smile and nodded, “I will give your message to Dr. Hanover. But I’m afraid that’s _all_ I can do for you.” She unlocked her door and opened it, quickly trying to close it on Gwendolyn’s face.

But that’s when Gwendolyn decided she’s had enough.

“I don’t think that’s all you can do for me, Ms. Ratched,” she said as she stuck her foot in the door, one of her arms coming to quickly stop the door from slamming in her face.

Mildred gaped her at for a brief second before visibly fuming, “I can quite assure you that it is. I don’t have time for this, so if you can please show yourself out –“

Gwendolyn laughed, “No, Ms. Ratched, I can’t,” she pushed at the door and found no resistance on the other side, so she walked into Mildred’s room and locked the door behind her. “I can’t because you are driving me insane.”

Mildred waved her off, walking to her bedside table and picking up a cigarette, “I am doing no such thing.”

“Really? Because I think you know exactly what you are doing and it’s borderline cruel!” Gwendolyn started pacing in the small space, not before going over to steal Mildred’s lit cigarette which she gave over without much of a fight, choosing instead to light a new one for herself. “I have to sit there,” Gwendolyn pointed at the brown door, through which was her own, “half the night listening to you fuck that brute across from my room. I get if you’re not interested in what I have to offer but for Christ’s sake, I am only a woman.”

“Nobody told you to sit there and listen”, Mildred replied dryly, smoke blowing through her nose nonchalantly.

“If you were looking for a _fuck_ , Ms. Ratched, you know that there were _others_ in the vicinity willing. Or maybe I have gone completely insane and am reading into things that aren’t there. Now tell me, am I?” Gwendolyn put her arms up in defeat.

“You’re drunk,” Mildred spoke softly, brown eyes calculating.

Gwendolyn looked at her, exasperated. “I am no such thing. I said all that and that’s all you have to reply?”

Mildred unclasped her coat, placed it on a chair and walked over to her, stepping so close to her that she could smell the cigarette on her breath and the smell of perfume on her neck. It was intoxicating. She leaned into Gwendolyn’s ear, “I could smell it on your breath when you chose to put on that display in the hallway”.

For the first time in at least 15 years, Gwendolyn almost choked on her cigarette smoke.

“I had a couple. Does it matter? It was hardly a display.”

“Did it make you feel powerful?” Mildred whispered, bringing a single finger to trace down Gwendolyn’s jaw, “did it make you feel in control?”

Gwendolyn recoiled at the touch, inhaling sharply at the soft finger on her face as a shot of desire shot straight to her core. She grabbed Mildred’s wrist, fingers digging into the delicate flesh there. Mildred grinned.

“Cat got your tongue?” The brunette tutted, raising her perfect left eyebrow, “You’d never have said any of this sober.”

“To be frank, Ms. Ratched, you don’t know what the fuck I would say if I was or was not sober,” Gwendolyn hissed back spitefully, “because it seems you don’t care to get to know me.”

Mildred’s shoulders dropped a bit and she took a long drag of her cigarette, staring at spot on the floor. She yanked her wrist from Gwendolyn’s hand, the movement halfhearted. Gwen didn’t stop her. She suddenly looked much smaller and Gwendolyn almost felt bad about what she said. 

“If you were sober… You’d know that he doesn’t matter,” came Mildred’s surprisingly small voice.

Gwendolyn scoffed, “And how would I ever know that?”

Mildred looked to the side, clearly uncomfortable at the question, knowing she had given away too much and still too little, “I –“

“Tell me this was the last time,” Gwendolyn said it so quietly that Mildred would have missed it had she not been hung up on every word out of the blonde woman’s lips.

Mildred, of course, had very finite plans for Mr. Wainwright. Plans that Gwendolyn was interrupting right this second. If this stubborn woman just had a bit more patience, they could have this conversation literally tomorrow and not be at each other’s throat. Perhaps they could go to that nice oyster restaurant. Mildred has also been cautiously curious about that sapphic bar where she embarrassingly threw a temper tantrum. Maybe Gwendolyn would be so kind as to take her there in the future, when their relationship is a bit more stable.

“This was the _very_ last time,” Mildred whispered back and resisted the urge to reach out to touch the other woman. “I don’t care for him,” Mildred said as she looked down at her hands, a nervous habit. “I only really care… like _that_ , about one person”.

Gwendolyn looked at her and nodded, turning away to snub out her cigarette in the ashtray. She walked back to Mildred, took her cigarette from her hand, their fingers brushing as she did, and took a long drag from it. Mildred’s breath caught in her throat, finding the act strangely erotic.

The blonde must have heard her, muttering a, “isn’t that curious,” under her breath as she walked to the ashtray on the little writing table, stubbing it out too.

When she turned around, Mildred was right there, big brown eyes suddenly warm and inviting. “Jesus, Ms. Ratched…” 

“Mildred,” the brunette corrected her as she reached a tentative hand out to rest on Gwendolyn’s waist, the heavy pleated fabric of her beige and white tailored suit far too solid in her hand for her liking.

“Mildred,” Gwendolyn half growled as she reciprocated the gesture, pulling the younger woman flush again her body and staring at her lips.

“I’ve got a confession to make,” Mildred whispered breathlessly as the thigh that slid between her legs made firmer and firmer contact with her centre, the hand on Gwendolyn’s waist gripping the unyielding material of her suit jacket so tightly she thought she might tear it. Her other hand sliding up Gwendolyn’s neck until she cupped her cheek, a thumb caressing her bottom lip, making a mess of her red lipstick.

Gwendolyn could barely hear over rush of blood in her ears, could feel the heat on her thigh pressing up against Mildred and her warm sweet breath washing across her face with every exhale. She pressed her lips against the thumb before teasingly biting it.

“What is it, darling?” She asked as she turned her head, pressing her lips to Mildred’s palm before lowering the hand, bringing it back around her waist where it went back to clinging onto dear life. Gwendolyn instead chose to press a kiss to the spot where Mildred’s jaw met her neck, causing the other woman to gasp. She smelled of lavender and soap and cigarette smoke and _Mildred_.

The next words out of Mildred’s mouth shocked Gwendolyn to her absolute core and made her lose every last shred of control she might have possibly had left.

“I was thinking about you the whole time,” Mildred groaned into the blonde’s mouth, free hand tangling into impeccably made hair before suddenly she heard crashing and she was moving, ripped from Gwendolyn’s mouth, the wind being knocked out of her as her back slammed onto the hard surface of the small table, the ashtray and various glasses she had now on the ground, smashed.

When she caught her breath and looked up, she caught Gwendolyn taking off her suit jacket, left standing in just her brassiere and suit trousers. Her chest was heaving wildly, and her eyes darkened, laser focused on her. She looked like a woman possessed and Mildred had to admit, it was quite hot. She didn’t know what the woman did but she was in fantastic shape. Mildred caught herself running her tongue over her bottom lip and caught Gwendolyn’s knowing smirk as the woman saw the gesture. Just as Mildred was going to defend herself, she was stopped.

leaning over her so they were face to face, Gwendolyn asked, “do you want this, Mildred?” Her sweet breath washing over her and their lips just barely grazing.

Mildred’s eyes watered as she leaned up to close the gap, gently kissing the older woman’s bottom lip, tongue swiping at it briefly before it was met with its companion and a sweet sigh. Gwen smiled into the kiss and Mildred felt butterflies in her stomach. She dared herself to drag a hand up Gwendolyn’s front, past her stomach that quivered under her touch, past her delicate ribs, to cup a breast. Though she was still wearing a bra, Gwendolyn moaned, arching her chest into the touch.

Mildred’s own fantasies flashed back before her eyes as Gwendolyn’s delicate but strong hand found purchase on her throat – the smell of bloodied flesh, agonizing screams of dying men in the background, the dirty army barracks around them. Gwendolyn’s kiss, the real thing, washed all of it away. She didn’t need it anymore. It was nothing – even fake Gwen’s kiss – was _nothing_ , compared to the heat that licked at her core now as they kissed.

She couldn’t help but gasp out, her voice hoarse with arousal and emotion, “Gwen,” desperately gripping at the woman’s face, as if she was an apparition to disappear in front of her very eyes. Just another fantasy.

But sea-blue eyes met hers, curious and aroused and caring. “Mildred,” Gwendolyn caressed her hair, her face, “it’s alright. It’s okay if you want to wait. I understand. I will wait as long as you need me to.” She smiled the most genuine smile and Mildred couldn’t help but let a few tears escape.

“No,” Mildred shook her head as Gwendolyn wiped her tears away, “I want this. I just – I’ve never – this is new for me.” She bit her lip, eyes wide with insecurity.

Gwendolyn looked at her, not speckle of judgement in those blue eyes, “I can teach you, if you’d like.”

Mildred nodded, “Please”. Gwendolyn smiled again as if it was the most natural thing in the world to her, and Mildred envied her for that simplicity.

“Do you trust me?” Came the simple but ever so complicated question.

But as Mildred looked at her, with her disheveled hair and her smeared, almost nonexistent lipstick in a half state of undress, looking at Mildred like she was the only person in the world, Mildred already knew she had made up her mind. In fact, Mildred had made up her mind quite a while ago. “Yes,” she breathed out.

Gwendolyn kissed her fiercely then before pulling away, a determined look in her eyes. Every nerve in her body was on fire as she put her hand on Mildred’s thighs, spreading them apart and taking a small step back from the table. She’d never wanted anyone so badly, and she was going to show her.


	2. Chapter 2

**Summary for the Chapter:**

> Gwen fucks Mildred 20 ways to Sunday, basically. NSFW/life.

**Notes for the Chapter:**

> Hello my queers, I am BACK with this absolute filth. You asked for it, I laboured over it. I accidentally made it way longer than I intended it to be. Not 100% happy with how it turned out but I am an obsessive control freak so here it is lol.
> 
> Warning (???) that it includes the use of a toy (yes, I researched, and yes, it existed back then). 
> 
> Also thanks for everyone's support, I have written nothing for like 3+ years but these lesbians got me good.

But first, she had to make one thing clear.

“You’re going to shut the fuck up now, Mildred,” Gwendolyn said as she kneeled in front of the other woman on the table, taking care to unbuckle the white straps of her nurse’s shoes from around her ankles before slipping them off.

“Gwen –“

“Shut. The. Fuck. Up,” Gwendolyn insisted, hiking the uniform’s dress to her hips with sure hands and pulling down Mildred’s pantyhose and undergarments, not caring if she made any tears in the clothing. She had waited and wanted for too long and now she was going to take.

She flung the offending garments aside, immediately pushing at Mildred’s right thigh to spread her open. Gwendolyn was practically salivating, Mildred’s wetness glistening in the low light of the room, her juices clinging to the trimmed dark curls. She was absolutely drenched and the smell of arousal permeating the air was intoxicating.

She reached her other hand, running her fingers through Mildred’s folds before spreading her lips so that her clit was protruding, and she could no longer help herself. The blonde leaned in, her tongue darted out and she licked Mildred’s pussy from her entrance to her clit, eliciting a moan that Mildred had to quickly suppress, pressing her knuckles to her mouth and biting down hard. Jesus, she never knew this could feel so good.

Mildred whined, “Oh, my god.”

Gwendolyn was almost giddy that Mildred, for all of her ice queen coldness, sure crumbled at the swipe of a tongue at the right place.

Still, she needed to learn to take instructions. “I thought I told you to be quiet.”

“I – Yes – Sorry. Just, do that again. Please,” Mildred leaned up, elbows supporting her weight, brown eyes open wide in wild abandon.

“I’ll take your request into consideration,” she said as she kissed her thigh, moving the other to rest over her shoulder, the warm flesh intoxicating against her skin.

Gwen ran her hands up her thighs, squeezing her hips roughly before raking her nails back down to the brunette’s thighs, gripping them before she literally dove in, sinking her tongue into Mildred’s cunt.

Mildred’s thighs strained to close against Gwendolyn’s hands, her eyes as wide as saucers her head snapped back against the table, in shock at feeling the muscle move inside her, the feeling foreign and unnatural and completely maddening. As a thumb brushed her clit and the tongue in her thrust inside her yet again, Mildred gripped onto the sides of the table for dear life as her hips moved of their own accord against Gwen’s face and she realized the pornographic noises were coming from her own betraying, whore mouth. God, how wanton she must sound. And look. How wanton she _feels_.

Then she felt the tongue retreating, wanting to whine out in desperation but only managing to shoot a frustrated look at Gwendolyn, who was too busy licking Mildred’s wetness off her lips and staring at her pussy to notice. The blonde brought two of her fingers into her own mouth, finally making eye contact with Mildred as she sucked on them briefly. Mildred raised her eyebrow in question, not daring to utter a word should Gwen stop.

“Good girl,” Gwen almost purred, her fingers coated in saliva plunging straight into Mildred’s pussy again, making the brunette choke on any snarky remark she had to say.

All Mildred could feel was Gwendolyn – her fingers curling inside of her, her mouth on her clit, her other hand sometimes holding down her hips or caressing her thigh or palming at her ass. It was too much and not enough and Mildred didn’t know why she ever denied herself this pleasure for so long. One of her own hands was firmly planted in blonde hair, nails scraping her lover’s scalp encouragingly as her hips bucked up, the other firmly over her mouth to minimize her moans. She could hear the salacious sounds of Gwendolyn’s fingers fucking her and her mouth working her over, the sounds so ridiculously lewd and erotic she thought she might climax from them alone.

So lost in her own cocoon of indulgence, Mildred was too busy to see blue eyes peering at her from between her legs. Gwendolyn was over the moon, ecstatic to be bringing this much pleasure to her lover. She was unrestrained and uninhabited, not in control of her own body anymore. As Gwendolyn looked down at her hand, fingers plunging in and out of Mildred’s pussy as the little nub of her clit stuck out, begging for attention, Gwendolyn knew she was enamoured.

As Gwendolyn’s fingers curled _just so_ inside of her, Mildred’s resolve crumbled, her orgasm shooting hot and fast through her as her body trembled and she gripped onto her lover with all of her might. She gripped the blonde’s hair so hard she tried to make a mental note to later apologize, her hips bucking into her face so erratically she was afraid Gwendolyn was not going to be able to breathe, and yet Mildred still selfishly wanted more.

She came to a few moments, or minutes, or maybe even hours later – she had no idea if she was honest. But Gwen was there, leaning over her again and caressing her face, asking if she’s okay.

Mildred sat up, staring at Gwen with a shocked expression, “what you do with that mouth should be illegal,” she said with a small grin.

Gwendolyn laughed, “technically, it is, but it won’t stop me any time soon. Do you feel alright?”

Mildred nodded, “I never knew sex could feel like that…” She wandered off, taking a deep breath before making eye contact with Gwen, taking her hand in her own, “Honestly, no man has used their mouth on me.”

“Fools, every last one of them,” Gwendolyn proclaimed, escorting Mildred off the table.

Standing in front of her now, with a slick mess still between her thighs, Mildred felt awkward. She looked down at their hands before Gwen stepped forward, “can I kiss you?”

Mildred’s head snapped up and she nodded timidly. Immediately, her hands were once again guided around Gwendolyn’s waist, playing with the hemline of her pants as the taller woman leaned down. Mildred moaned into her mouth, the taste of herself on Gwendolyn’s lips surprising but not at all unpleasant.

The older woman was finally moving them towards the bed, mumbling “can I take this off,” as she fumbled with the zipper on the back of Mildred’s uniform. Mildred, for her answer, grabbed at the belt around her own waist, undoing it as Gwendolyn finished undoing her zipper, the turquoise uniform falling to the ground.

Finally, hot hands trailed up her back, effortlessly unhooking her bra. Mildred let it fall to the floor, standing naked in front of Gwendolyn, who was still almost fully clothed. They’d have to fix that, and quickly. She should’ve felt bare and ashamed, but the fire in Gwendolyn’s eyes made it impossible.

The blonde’s gaze burned a trail down Mildred’s body as they trailed from top to bottom, her fingers gently trailing down the valley between her breasts, tracing the slight outline of her ribs with the gentlest of touches. Mildred moaned as Gwendolyn’s thumb flicked her nipple, instantly turning the pink nub rock hard.

Never one to be outdone, Mildred reached back and repaid the favour, ridding Gwen of her own bra. Reaching a tentative hand and look up for permission which was granted with a soft nod, she traced Gwendolyn’s breasts with her fingers before fully cupping them, feeling the weight of them in her hands. She heard the blonde’s breath hitch as she bent her head down, trailing kisses down her neck and across her chest before capturing a nipple between her teeth, earning a soft moan in return.

Gwendolyn’s hand tangled in her hand, encouraging her. Mildred bit down – not exactly gently – on the nipple between her teeth, the sharp hiss from Gwen and fingers digging into her hip encouraging her to tug at it. She then ran her tongue over it, her other hand going to tweak the left nipple.

Mildred switched her attention to the other breast and her hands dropped to Gwendolyn’s waist, working at the belt there.

As Mildred undid the buttons on Gwendolyn’s pants and pushed them over her hips, Gwendolyn suddenly remembered her perhaps not so genius plan. To be fair, this night has gone very different than what she had imagined.

Gwendolyn’s suit pants pooled at her feet to reveal pantyhose, some sort of belted thing around her waist and a strange bulge that looked cryptically phallic. Mildred raised an eyebrow. “What’s this contraption?”

About an hour ago, what seemed like a great idea was now almost a shameful indication of her jealousy and Gwendolyn wished she could have made better choices. But at least Mildred hadn’t laughed or screamed in fright, so at least there was that.

“It’s called a strap-on. To best put it delicately, it’s to imitate a man’s penis, without having a man involved. The phallic apparatus – the dildo – I am sure you’re encountered it in one way or another… But you can switch it out with different sizes and whatnot. So, if you don’t like this one, we can get another. I mean, if you even want to use it. I won’t be offended. I just… I can do it too. If that was the difference, I mean,” Gwendolyn looked away, a blush rising up her chest with her embarrassment.

Mildred’s eyes watered and she reached a hand out to cup the blonde’s face, “Oh, sweet Gwendolyn, please believe me… You are so much more than any man could ever be. He was nothing. Believe me.”

“I am trying, god, I am trying, Mildred…” Gwendolyn looked at her with those teary baby blue eyes. Mildred’s thumb wiped away a tear that fell, the offending little droplet warm on the pad on her thumb. She knew she had caused this woman too much distress, but she felt she did what needed to be done. For Edmund. Anything for Edmund.

She leaned in then, her lips cautious but firm against Gwendolyn’s as more droplets touched the sides of her palms pressed to the blonde’s face. Pulling her in deeper, she swiped her tongue across the other woman’s bottom lip, asking entry into her mouth. Immediately, she yielded, and Mildred wanted to smirk.

Her eyes closed and mouth occupied, very cautiously and curiously, Mildred’s hand palmed at the bulge at the front of Gwendolyn’s pantyhose, tracing the shape of the dildo with her fingers. It pressed down rigidly at the blonde’s thigh and the leather straps were bulky on her small waist. She wondered if Gwen was uncomfortable wearing it.

Breaking the kiss and daring to open her eyes, Mildred’s hands pulled at the waist of the pantyhose, lowering the garment down slowly. She gasped as she felt the dildo spring up from its confine, brushing her wrist as she dragged her hands down Gwendolyn’s thighs, the other woman watching her wordlessly as she worried her bottom lip between her teeth.

Mildred kept moving down, dragging the pantyhose with her as she went until she was kneeling at Gwen’s feet, encouraging the woman to step out of them. She looked up her, hand sliding back up her thigh to rest near the dildo as she eyed it unsurely.

“Do you want me to –“

“God no!” Gwendolyn exclaimed, placing a gentle hand on Mildred’s shoulder, urging her back up on her feet and wrapping her arms around the brunette’s waist, cursing softly as the toy pressed up against Mildred’s thigh.

“You don’t ever have to,” the blonde urged, “and I mean that. You don’t have to do anything you don’t want.” The older woman looked flustered, running her hand through her hair.

“This was a silly idea, borne out of jealousy. I am so sorry, Mildred.” She reached for a leather strap in the back, starting to undo it.

“Gwen,” Mildred reached out to stop Gwendolyn from undoing it, but the other woman was scarcely listening in her embarrassment. “Gwendolyn,” she tried again.

“Gwendolyn,” Mildred grabbed her face, “if you take it off, how are you going to fuck me with it?”

Finally getting her attention, Gwendolyn’s eyes instantly focused on Mildred’s. “You mustn’t play with me like that,” she breathed.

Mildred arched an eyebrow, “who says I was? But now, I’d like for you to kiss me again.” 

She didn’t have to ask twice. Gwendolyn was upon her, sweet and gentle hands trailing up her back, a stark comparison to her hungry mouth.

With a charming display of strength, Mildred was hoisted up and carried onto the bed, the dildo teasingly playing at her entrance as Gwendolyn’s hands supported her under her thighs.

The look in Gwendolyn’s eyes were predatory, but not in a malicious or alarming way. Mildred knew she was safe, knew that the woman would stop if she so much as made a minuscule sound of displeasure or her expression soured for a second. She was safe here. Gwen was safe.

As Gwendolyn carefully placed Mildred onto the bed and settled between her thighs, she looked at Mildred with such admiration that the brunette’s heart skipped a beat.

“Promise you’ll tell me if you want me to stop,” her voice was soft and Mildred nodded.

“Ready?” Gwendolyn asked, and Mildred canted her hips up in invitation.

Gwendolyn firmly held onto Mildred’s hip with one hand, the other placing the head of the dildo at the other woman’s entrance, running the head of the dildo through Mildred’s soaked folds. Every time the head nudged her clit, her whole body jolted and Gwendolyn had to push her hip down into the mattress. Slowly, Gwendolyn started pushing her hips in, watching the brunette’s face for any discomfort.

“Is this okay?” She asked, her hand coming to balance herself on Mildred’s chest. Mildred nodded, soft moans escaping her lips as Gwendolyn started moving her hips.

“It’s perfect,” came the breathless reply and that’s all the encouragement the blonde needed. She picked up the pace, her eyes overloading on the woman beneath her. From the perfect “o” shape her mouth made to the soft, bouncing globes of her breasts, the shapely curves of her hips to the sinful way her wet pussy took her strap. Ever stroke of her hips made the most delicious wet sound and in no time, Gwendolyn found herself pounding in the younger brunette, who was biting her bottom lip so hard it might have been bleeding. Gwendolyn encouraged her to wrap her legs around her hips and leaned down, thankful for her height, finding a nipple a biting down on the little nub, eliciting a much too loud whine from her lover.

“Quiet,” Gwendolyn gently teased from around Mildred’s breast, a smirk tugging at her lips.

“You’re a terrible tease and I will remember this,” Mildred responded, not unkindly tugging at blonde tresses.

“Is that a promise or a threat,” came the sly reply before another bite, followed by a soothing tongue, then by a particularly hard thrust that Mildred had to try her damnest to suppress a scream for.

As Mildred watched Gwendolyn, she decided the way her hips moved were absolutely sinful. Smooth, fluid motions that were an obvious sign of experience. The look of concentration of her face, the veins and muscles of her hands and arms as she held Mildred’s hip with one hand, guiding her, and propped herself up on the other…

“Fuck, you look sexy,” Mildred blurted out and Gwendolyn’s eyes snapped up to hers, chest reddening with embarrassment while her face broke out into a huge smile.

“You’re far too kind, but it is I who is in the presence of a goddess,” she leaned down to kiss Mildred, who was eagerly awaiting with parted lips.

“I mean it,” Gwendolyn whispered into her mouth, her hips picking up pace, “you’re exquisite,” followed by a particularly hard thrust which made Mildred gasp.

Gwendolyn continued, panting harshly, “and when you smile at me,” she kissed Mildred’s collarbones, sucking reverently at the flesh, “I feel like I’m the luckiest woman in the whole world.” Mildred smiled bashfully, or as shyly as she could while being fucked with a strap on in a semi-dingy motel room by her lesbian lover, Gwendolyn guessed, a sly smirk playing at her lips as Mildred gasped a breathless “fuck” underneath her, clutching at her shoulders.

Gwendolyn kept thrusting into Mildred, slowing down periodically to deliver particularly hard thrusts and the brunette felt her climax building, again forgetting that she was supposed to be controlling her volume. She suddenly found a thumb trust into her mouth and couldn’t help run her tongue over it, biting it and again soothing it. But as soon as that thumb was placed in her mouth it was gone, replaced by her lover’s soft mouth, swallowing her wanton moans, the thumb finding purchase on her clit instead.

Mildred wanted to wail out her pleasure, but knowing she couldn’t almost made it better, having to keep quiet because society decided this was somehow _wrong_ , that what she felt for this woman – what she knew for once in her whole goddamn life to be honest to god pure love – to be _wrong_ , was fucking preposterous. But she’d fuck as quietly as a mouse in the walls of a house if it meant she got to keep Gwendolyn.

It took three swipes of Gwendolyn’s wet thumb on her clit and two thrusts for Mildred to absolutely lose it. If it wasn’t for the older woman’s mouth on hers, they’d both be found out for sure. She felt herself explode, her nails raking down her lover’s back as her thighs shook, her heels pressing into Gwendolyn’s ass and pulling her in deeper.

As Mildred’s mouth went slack with pleasure, Gwendolyn’s trailed down her neck, kissing softly as she caressed her stomach comfortingly. Tired brown eyes opened, a small smile playing at Mildred’s full lips.

“Hey, you stud,” her voice was so coarse she could barely recognize it herself. 

Gwendolyn laughed, carefully withdrawing from the woman and watching her face as she winced. She patted her thigh, “hardly. Here, let me get you some water.”

“You broke all the glasses,” Mildred said accusingly, “with your macho display and all.”

The blonde shrugged, grabbing the glass on the nightstand and filling it up with water, the way she was walking with the _appendage_ between her legs bobbing with every step almost comical if Mildred didn’t know what it was capable of.

“I didn’t hear you complain... Actually, I remember a distinct lack of complaining,” Gwendolyn feigned to be in deep thought.

Mildred rolled her eyes but smirked, “I will not be held liable for what I did back there, I was completely powerless to whatever witchery you put me under.”

Gwendolyn handed her the glass of water, sitting down on the bed next to her. “Witchery! Nothing but simple and honest charm, my darling,” she said as she put her hand on Mildred’s thigh, squeezing the pale skin.

“Get this off me,” Gwendolyn instructed once Mildred finished placing the glass back on the nightstand and leaned her head against the blonde’s shoulder. “We’re nowhere near done.”

But Mildred didn’t move, her gaze fixed on Gwendolyn’s lap.

“I need you to fuck me from behind,” Mildred said so matter of factly that Gwendolyn almost laughed but chose not to.

Instead, she raised a curious eyebrow, “Are you planning on continuing seeing me after tonight?”

Mildred shot her a look of offense, “Don’t be dense. Of course, I am.”

“Well then, we can save things for other times… No need to rush, is what I am getting at.”

“Nonsense,” Mildred insisted, “I need you to do this for me,” she continued as she rolled over, getting on all fours on the bed before teasingly sticking her ass at Gwendolyn. _I need you to replace the memory of him_.

Gwendolyn started moving behind her, still standing at the side of the bed, hand on the small of her back, “well, who can resist that type of offering?” She mumbled more to herself than to Mildred.

“Be good and open your lips,” Gwen instructed, and Mildred immediately complied at the familiar instruction, feeling two of Gwen’s fingers in her mouth. “Now suck.” And so, she did, her tongue working over the fingers in her mouth as Gwendolyn’s other hand ghosted over her clit teasingly, never making contact no matter how many times she canted her hips ever which way.

“Earn it,” Gwendolyn teased, and Mildred’s pussy clenched, moaning around the fingers in her mouth and redoubling her effort. She dutifully traced over every crease and line with her tongue, sucking the digits as if they were the most delectable candy.

“That’s enough,” Gwendolyn’s voice was a little coarser than normal, and Mildred was lowered back into the bed, face-down, by a sure hand between her shoulders.

Nothing could have prepared her for the feeling of Gwen’s palm, slick with Mildred’s own saliva, as it connected with her core, the noise of the slap distinctly sharp and wet in the otherwise silent room followed by Mildred’s pained, “Jesus _fuck._ ” She didn’t have time to dwell on the pain as the blonde’s hot mouth descended on her clit and wet fingers plunged into her cunt from behind, and Mildred was only too glad to wail into the pillow she was gripping onto. Mildred’s body was in overdrive at the plethora of sensations as Gwendolyn relentlessly worked her over, somehow already knowing Mildred’s body better than Mildred knew herself, bringing her to a quick orgasm.

Before she could recuperate, Mildred felt the bed shifting and Gwendolyn was slipping into her from behind, Mildred gasping in pleasure into her pillow, grateful at the complete difference in sensations.

“You okay?” Gwendolyn’s soft voice came from behind her as she felt a kiss pressed to her back.

“Please,” Mildred’s muffled reply came as she thrusted her hips back against Gwendolyn, sinking further back onto the dildo.

And then she felt them – those hands, that were soft and comforting, one on her hip and one caressing her back, as Gwendolyn started fucking her from behind. She was gentle at first, with slow thrusts that let Mildred adjust to the movement before thrusting hard into her, soft grunts and moans coming from her periodically.

Mildred drew shallow breaths, replacing memories and strange fantasies of death and blood and battle with memories of sweet caresses and sighs and the way Gwen smiles at her when she thinks she isn’t looking. Replacing memories of grotesque grunts and rough, calloused hands that didn’t care about how she felt or what felt good with the way Gwen’s golden hair fell over her shoulder, the line of concentration between her eyebrows…

“Harder,” she gasped out and Gwen complied, the hands on her hips gripping so hard that Mildred hoped she’d leave marks on her tomorrow.

The sound of their bodies slapping together was lewd and Mildred hoped she’d hear it a hundred times over again.

“Sit up,” Gwendolyn suddenly instructed, breathless in her ear and slowing her thrusts.

Mildred only half registered what the older woman had said, “W-what?”

“Lean back onto my lap, so then you’re in this semi-sitting up position,” Gwendolyn urged, panting, “I’ll make it worth your while.”

While Mildred was sure Gwendolyn could ask her to do absolutely anything she wanted to at this point, she did as she was told, the new angle weird and slightly uncomfortable. She was afraid that with any movement that dildo will slip out of her and that she was far too heavy for the other woman to hold up. But with surprising strength, Gwendolyn’s chest was as solid as a board on her back, keeping her steady.

“What are you –“

“Trust me,” Gwendolyn said as she kissed her neck, her hands coming to rest on Mildred’s thighs before making their way up her body and coming to rest at her breasts, pulling and pinching at her sensitive nipples. Mildred groaned, arching into the touch as she felt her lover’s hot breath in her ear. “You are beautiful,” Gwendolyn whispered hoarsely and Mildred, on impulse, shook her head.

Gwendolyn bit her ear lobe, bordering on painfully. “You are so lovely,” she continued as her right hand left Mildred’s breast, moving past her taught stomach and into the neat chestnut curls of her pussy, slowly stroking through them. The younger woman gasped, clenching on the dildo still inside of her, impatiently moving her hips.

“Please believe me when I say,” Gwendolyn whispered as she moved her hips just _so_ and let her fingers gently dance over Mildred’s clit, “that I have never dreamt, in my wildest dreams, that I’d find someone like you.”

Mildred’s eyes watered as she shot her hand out backwards, gripping at Gwendolyn’s hair tightly, bringing their mouths together in a sloppy, wet side kiss. Using previously undiscovered leg muscles to move in her lover’s lap wantonly, the fingers on her clit circling faster and faster, Mildred was becoming unhinged.

Gwendolyn kissed her deep and hard, willing everything she wanted to say into that kiss before it turned too frantic. Before Mildred lost control.

“I have you,” Gwendolyn panted into her mouth, “You can let go. I want you to cum for me.” She punctuated the last sentence with a particularly hard pinch of Mildred’s nipple, the fingers at her clit almost as frantic as the woman in her lap. She could feel Mildred’s wetness dripping down both their thighs and she’d be damned if it wasn’t the hottest thing she’s ever experienced.

Suddenly, Mildred’s body stilled, and her voice caught in her throat. Gwendolyn immediately put her hand over the other woman’s mouth, and not a moment too soon as she felt the loudest groan stifled into it. She was panting then, thighs shaking with exertion as she gently pulled herself off the dildo and back onto her knees, falling on the bed exhausted.

A gentle hand ran down her back and a kiss was pressed into her shoulder as Gwendolyn stretched out beside her. Mildred, finally regaining some feeling in her legs, moved to lay alongside Gwendolyn, eyes searching the blonde woman’s face before breaking out into a bashful grin which was returned tenfold.

“Thank you,” Mildred broke the silence, her hand reaching to trace down her lover’s arm.

Gwendolyn looked at her earnestly, “you never have to thank me for that, Mildred.” She reached out for Mildred’s face, cupping her cheek gently. “Anything I can give to you, I will.”

Mildred nodded, eyes searching blue ones, “I’d like to have you, then”.

Gwendolyn pecked her lips, smiling against them, “you don’t have to ask twice.”

She got up from the bed, Mildred rising with her and immediately got to working at the leather buckles, trying to unfasten them to no avail.

Mildred fumbled, fingers almost shaking as she tore at the buckles, “please rid yourself of this contraption,” she frustratingly said as she tugged at the straps again in emphasis and Gwendolyn laughed.

“Patience, my sweet, is a virtue,” she said as she effortlessly undid the various buckles.

Mildred huffed, “one I am not interested in practicing right now”. Gwendolyn laughed, the strap on falling to the floor with a heavy metal clanging noise.

As soon as Gwendolyn stepped out the harness Mildred was on her like an animal, teeth biting and scraping at her neck and chest and hands kneading her ass. Gwendolyn grabbed the brunette’s face, bringing their lips together in a fervent kiss and moaning into her mouth as she walked them backwards to Mildred’s bed.

Gwendolyn’s calved hit the bed frame and Mildred pushed at her chest, shoving her down onto the bed as she wasted no time, kneeling at the foot of it and grabbing at Gwendolyn’s waist, urging her forward. Though Gwen could see the nervousness in those brown eyes when Mildred looked up, asking permission, the blonde smiled encouragingly.

Gwendolyn moved further up on the bed, her thighs falling open for Mildred and the younger woman immediately situated herself between them, kissing the soft skin of her inner thighs softly, making Gwen softly moan.

Mildred’s tongue went straight for her clit and Gwendolyn could not be more grateful for it, pleased as the other woman hummed in appreciation at the taste. After fucking Mildred, she was beyond turned on and had little control left.

Gwendolyn tangled her hand in those brown tresses, giving them a firm tug before curious brown eyes shot up from between her legs. She grabbed Mildred’s hair more firmly, directing her wordlessly back to the task at hand, and was rewarded with the woman drawing her clit into her mouth and sucking on it. She was a fucking natural.

Before she knew it, she was holding Mildred’s head as she bucked wild against it, smearing her juices all over those beautiful lips and leaving Mildred to haphazardly lick at her.

“Stick your tongue out,” Gwendolyn instructed, desperate now.

Without arguing, Mildred did as she was told, bowing her head with her tongue sticking out of her now naturally red lips. Without a second to spare, Gwendolyn guided her tongue back to her clit, gripping her head as she rubbed herself on the surface of her tongue.

“Ah – fuck yes – keep it firm,” she moaned her instructions and felt the muscle tighten against her clit, the tip flicking up to a point as she vigorously rubbed her clit against it, rutting her hips against Mildred’s head several times until she felt her climax rushing through her, at which point she guided the younger woman’s head to her entrance, encouraging her to lap at the juices.

Before she had the chance to fully come down from her high, Mildred plunged two fingers into her, making Gwen hiss in a combination of pain and pleasure. Her cunt was sensitive but having Mildred inside her was unparalleled.

“Yes, baby”, she crooned as she tilted her hips up into her hand, watching as Mildred’s large brown eyes took her in.

Mildred, gaining more confidence by the second, curled her fingers and was rewarded with a groan that was far too loud.

“Quiet now,” Mildred echoed Gwendolyn’s earlier sentiment and was shot a death glare before it disappeared with a thrust of her fingers, replaced with a furrowed brow as the older woman struggled to keep her composure.

Mildred understood now, why Gwendolyn was watching the dildo as she was fucking her before. This act, as her fingers exited her lover, coated with slick wetness, only to re-enter the wet pussy in front of her, was mesmerizing. She loved watching the wet folds part around her fingers, taking her in.

Mildred leaned down again, fingers still thrust, and with her eyes trained on Gwendolyn’s face, she sucked hard on her clit. The veins in the blonde’s neck strained as she arched up, nipples hard as rock as her hips met every thrust of Mildred’s fingers. Tongue playing with the little bundle of nerves in her mouth, Mildred watched the woman under her come undone yet again, the muscles of her pussy clenching tight around her fingers as she groaned her release through clenched teeth.

“Mildred,” the blonde panted and brown eyes snapped to meet blue, “come here”.

The nurse gave Gwendolyn’s clit one last lick, earning a strained “fuck” as she climbed back up her body. She slowly removing her fingers from her lover, teasingly inserting the wet digits into her mouth right in front of Gwen’s face as the other woman watched.

Gwendolyn’s hand tangled in her hair and she brought their mouths together in a searing kiss, both of them moaning as their tongues met. They kissed for a while, fevered kisses tapering into soft and slow kisses as Mildred pressed her naked body up against Gwen’s for warmth, the chill of the room getting the best of her finally.

The blonde noticed the slight goosebumps starting to appear on Mildred’s arms and tutted, “let’s get you into the shower”.

Mildred stared at Gwendolyn, tracing the slight lines that have started to appear on her face with age. She didn’t mind, Gwendolyn was a stunning woman. She didn’t care for age, not at this stage of her life. She cared that Gwen made her feel safe and loved.

“But first, we need to clean up that glass,” Gwen started to get up, looking for any cleaning supplies. “Sorry for breaking it. I am sure Louise will not let you hear the end of it.” She smiled apologetically.

“Will you have dinner with me?” Mildred suddenly blurted out, looking surprised herself.

“You want to have dinner… With me?” Gwendolyn looked at her, trying to read her face for any hints. As per usual, nothing.

“Well, yes,” Mildred looked at her expectantly,” that’s what you would generally do, when you want someone to be your girlfriend.”

Gwen must have looked like a fish out of water. “You want me to be your… Girlfriend?”

“Partner?”

“Partner?” Gwen echoed, as if lost.

“Yes,” Mildred said as if it was the most obvious thing in the world. “So, will you?”

The older woman looked at her, a smile slowly spreading across her face.

“I’d love nothing more in the world. Than to go to dinner, and to be your girlfriend. Or partner. Whatever you want me to be, Mildred, I will be.” Her blue eyes shined as she smiled, sitting up to kiss Mildred’s cheek.

“Besides, I think wife is too soon, even if it was a possibility,” she laughed as she got up, grabbing a broom and throwing a wink over her shoulder at Mildred, who rolled her eyes in mock annoyance. Instead, she focused on watching Gwendolyn’s ass as the woman moved about the room, cleaning the mess she made before.

Yes, she could definitely get used to this. And god _damn_ , Mildred smiled to herself, Gwen had the best ass.

**Notes for the Chapter:**

> Come call me a nasty whore on tumblr - thistownhasalwaysboredme   
> Do you want me to write more horny shit?? Tell me on tumblr!   
> Do you want to ask me wtf goes through my head while writing this shit?? Ask me on Tumblr! 
> 
> Basically I just want friends on Tumblr, if that's not obvious.  
> Also - is anyone interested in a possible modern AU story about them with a plot? Lmao.

**Author's Note:**

> Please leave a little comment if you're so inclined! I have most of the second part written up and *wipes sweat from forehead* is it ever fucking filthy.


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